Adeia Inc. 8-K

What Happened
Adeia Inc. (ADEA) filed an 8-K on May 8, 2026 reporting results from its Annual Meeting of Stockholders held May 7, 2026. Stockholders elected seven directors — Paul E. Davis, V. Sue Molina, Daniel Moloney, Tonia O'Connor, Adam Rymer, Phylis Turner‑Brim, and Sandeep Vij — to serve until the next annual meeting. Shareholders also approved an advisory vote on executive compensation (say‑on‑pay), approved an amendment to the Amended and Restated 2020 Equity Incentive Plan to add 10,700,000 shares, and ratified PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for 2026. Key vote totals included: say‑on‑pay — For 94,464,253; equity plan amendment — For 92,842,214 (Against 3,399,879); auditor ratification — For 102,595,650.

Key Details

• Annual Meeting date: May 7, 2026; 8‑K filed May 8, 2026.
• Board elections: seven directors re/appointed (names listed above); individual "For" votes ranged around ~95.4M–96.2M; broker non‑votes for director elections: 8,281,349.
• Equity plan amendment: approved to increase reserved shares by 10,700,000; vote was 92,842,214 For vs. 3,399,879 Against (37,723 Abstain; 8,281,349 broker non‑votes).
• Auditor ratification: PricewaterhouseCoopers LLP ratified as independent auditor for 2026 — For 102,595,650; Against 1,942,187.

Why It Matters
These votes confirm board continuity and shareholder support for the company’s compensation policies and governance slate. Approval of the equity incentive plan amendment increases the pool of shares available for future employee and director awards, which may affect share count and potential dilution over time. Ratification of PwC preserves auditor continuity for 2026. Investors should note the specific vote counts (including broker non‑votes) as indicators of shareholder backing for management proposals.